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Exhibit 4.1
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FOURTH AMENDMENT TO CREDIT AGREEMENT
THIS FOURTH AMENDMENT ("Fourth Amendment") is entered into as of April 30,
1999, by and among XxXXXXX RENTCORP, a California corporation as "Borrower", the
banks listed on the signature pages hereof (individually a "Bank" and
collectively, "Banks"), and UNION BANK OF CALILFORNIA, NATIONAL ASSOCIATION, as
agent for Banks (in such capacity, "Agent").
RECITALS
A. Borrower is obligated to Agent and Banks pursuant to that certain Credit
Agreement dated as of July 10, 1997 (as amended, supplemented, extended,
restated, or renewed from time to time, "Agreement").
B. Agent, Banks and Borrower mutually desire to amend the Agreement as set
forth herein.
NOW, THEREFORE, the parties hereto agree as follows:
1. Section 7.12(a) of the Agreement is hereby deleted in its entirety and
replaced with the following:
"(a) Tangible Net Worth at all times of at least the sum of (i)
Eighty Five Million Dollars ($85,000,000), plus (ii) fifty percent (50%)
of Borrower's Net income (without reduction for any Net Loss) generated
after March 31, 1999; plus (iii) ninety percent (90%) of the proceeds
from the issuance of Borrower's capital stock after March 31, 1999,
excluding the first Two Million Six Hundred Fifty Thousand Dollars
($2,650,000) of such proceeds from the exercise of stock options after
March 31, 1999."
2. Conditions Precedent. Borrower understands that this Fourth Amendment
shall not be effective and Agent and Banks shall have no obligation to
amend the Loan Documents, unless and until each of the following
conditions precedent has been satisfied:
(a) Borrower shall have executed and delivered to Agent this Fourth
Amendment in such number and counterparts as Agent may require.
(b) On or before such time as Agent and Banks may require, Borrower
shall have taken any and all actions and executed and delivered
to Agent any and all documents necessary or appropriate in Agent
and Banks' sole discretion to effectuate this Fourth Amendment.
3. Full Force and Effect. Except as specifically provided herein, all terms
and conditions of the Agreement and each of the Loan Documents remain in
full force and effect, without waiver or modification. This Fourth
Amendment, the preceding amendments and the Agreement shall be read
together as one document.
4. Representations and Warranties. As part of the consideration for Agent
and Banks to enter into this Fourth Amendment, the Borrower represents
and warrants to Agent and Banks as follows:
(a) The execution, delivery and performance by Borrower of this
Fourth Amendment are within Borrower's corporate powers, have
been duly authorized by all necessary corporate action by or in
respect of, or filing with, any governmental body, agency or
official, and the execution, delivery and performance by
Borrower of this Fourth Amendment do not contravene, or
constitute a default under, any provision of applicable law or
requirements or of the certificate or articles of incorporation
or the by-laws of Borrower or of any material agreement,
judgment, injunction, order, decree or other instrument binding
upon Borrower or any assets of Borrower, or result in the
creation or imposition of any Lien on any asset of Borrower.
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(b) This Fourth Amendment constitutes the valid and binding
obligation of Borrower, enforceable against it in accordance
with its terms, except as enforceability may be subject to
applicable bankruptcy, insolvency, reorganization, equity of
redemption, moratorium or other laws now or hereafter in effect
relating to creditors rights, and to general principles of
equity (regardless of whether enforcement is sought in a
proceeding in equity or at law).
(c) No Event of Default has occurred and is continuing, and the
representations and warranties of Borrower in the Agreement and
other Loan Documents delivered pursuant thereto are true and
correct in all material respects as of the date hereof as if
made on the date hereof.
(d) The officer of Borrower executing and delivering this Fourth
Amendment on behalf of the Borrower has been duly authorized by
appropriate corporate resolutions to so execute and deliver this
Fourth Amendment.
5. Counterparts. This Fourth Amendment may be executed by the parties
hereto in one or more counterparts and all such counterparts, when taken
together, shall constitute one and the same Fourth Amendment.
IN WITNESS WHEREOF, the parties hereto have caused this Fourth Amendment to
become effective as of the date set forth in the preamble.
BANKS: BORROWER:
UNION BANK OF CALIFORNIA, XxXXXXX RENTCORP, a
NATIONAL ASSOCIATION California corporation
As a Bank and as Agent
By: By: /s/ Delight Xxxxxx
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Title: Title: CFO
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FLEET BANK, N. A.
By:
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Title:
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BANK OF AMERICA NATIONAL TRUST AND
SAVINGS ASSOCIATION
By:
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Title:
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